FS Investment Corporation (NYSE:FSIC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Board of Directors
On March29, 2018, Messrs. David Adelman, Thomas Gravina and Michael Heller resigned as members of the board of directors (the “Board”) of FS Investment Corporation (the “Company”), effective as of the date on which GSO / Blackstone Debt Funds Management LLC (“GDFM”) resigns as investment sub-adviser to the Company. Messrs. Adelman, Gravina and Heller have no control over the occurrence of GDFM’s resignation. The resignations of Messrs. Adelman, Gravina and Heller did not result from any disagreement relating to the Company’s operations, policies or practices.
On March29, 2018, the Board appointed Mr.Todd Builione as a ClassB director to serve for a term commencing on the earlier of the Company’s entry into (i)a new investment advisory agreement with FB Income Advisor, LLC, and a new investment advisory agreement with KKR Credit Advisors (US) LLC (“KKR Credit”), and (ii)a new investment advisory agreement with FS/KKR Advisor, LLC, a newly-formed entity that will be jointly operated by an affiliate of Franklin Square Holdings, L.P. and KKR Credit (such date, the “Effective Date”), each of which received the requisite number of votes to pass at a special meeting of the Company’s stockholders on March26, 2018, and expiring at the Company’s 2018 annual meeting of stockholders. There is no arrangement or understanding between Mr.Builione and any other person to which he was appointed as a director. The Company does not pay compensation to its directors who also serve in an executive officer capacity for the Company or its investment adviser.
On the Effective Date, the size of the Board will be decreased to nine directors, seven of whom will be independent directors.
Officers of the Company
On March29, 2018, Mr.Brian Gerson resigned as President of the Company, effective as of the Effective Date. Mr.Gerson’s resignation was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. On March29, 2018, the Board appointed Mr.Builione as President of the Company effective as of the Effective Date. There are no material contracts or agreements between the Company and Mr.Builione. Mr.Builione will not receive any direct compensation from the Company. Set forth below is biographical information pertaining to Mr.Builione.
Todd C. Builione, 43,is a member of the Board of Directors of Corporate Capital Trust, Inc. (“CCT”) and CCT’s Chief Executive Officer, and also a trustee of Corporate Capital Trust II. Mr.Builione joined KKR& Co. L.P. (“KKR& Co.”) in 2013 and is a Member of KKR& Co. and President of KKR Credit& Capital Markets. Mr.Builione also serves on the KKR Global Risk Committee. Prior to joining KKR& Co., Mr.Builione served as President of Highbridge Capital Management, CEO of Highbridge’s Hedge Fund business and a member of the Investment and Risk Committees. Mr.Builione began his career at the Goldman Sachs Group, where he was predominantly focused on capital markets and mergers and acquisitions for financial institutions. He received a B.S., summa cum laude, Merrill Presidential Scholar, from Cornell University and a J.D., cum laude, from Harvard Law School. Mr.Builione serves on the Board of Directors of Marshall Wace, a liquid alternatives provider which formed a strategic partnership with KKR& Co. in 2015. Mr.Builione also serves on the Board of Directors of Harlem RBI (a community-based youth development organization located in East Harlem, New York), on the Advisory Council of Cornell University’s Dyson School of Applied Economics and Management, and on the Board of Directors of the Pingry School.
About FS Investment Corporation (NYSE:FSIC)
FS Investment Corporation is an externally managed, non-diversified, closed-end management investment company. The Company’s investment objectives are to generate current income and long-term capital appreciation. Its portfolio consists primarily of investments in senior secured loans and second lien secured loans of the private United States middle market companies and subordinated loans of the private United States companies. The Company may purchase interests in loans or make other debt investments, including investments in senior secured bonds, through secondary market transactions in the over-the-counter market or directly from target companies as primary market or directly originated investments. The Company invests in a range of industries, including capital goods, consumer services, consumer durables and apparel, energy software and services, materials, commercial and professional services, and diversified financials.